Liberty Media Corporation (“Liberty Media” or “Liberty”)
(NASDAQ: LSXMA, LSXMB, LSXMK, BATRA, BATRK, FWONA, FWONK) today
reported third quarter 2017 results. Highlights include(1):
- Attributed to Liberty SiriusXM Group
- SiriusXM reported strong third quarter
2017 results
- Third quarter revenue climbed 8% to
$1.4 billion
- Quarterly net income increased 42% to
$276 million; diluted EPS grew 49% to $0.06
- Adjusted EBITDA(2) grew 12% to a
quarterly record of $551 million and margin of 39.9%
- Quarterly operating cash flow rose 24%
to $521 million
- Free cash flow(2) grew 22% to a
quarterly record $434 million
- Self-pay net subscribers increased
311,000 to reach approximately 27 million
- SiriusXM increased 2017 guidance for
revenue, adjusted EBITDA and free cash flow
- SiriusXM closed second stage of $480
million investment in Pandora, representing approximately 19%
interest or approximately 16% on as converted basis
- Liberty Media’s ownership of SiriusXM
stood at 68.8% as of October 23rd
- Attributed to Formula One Group
- Announced several broadcast agreements,
including TF1 free-to-air agreement in France, FOX SPORTS in
Australia, ESPN multimedia agreement in the US and satellite radio
agreement with SiriusXM
- Completed multi-year extensions for
Grands Prix in China and Singapore
- Proposed, jointly with the FIA, overall
framework for 2021 power unit definition
- Attributed to Braves Group
- Finished successful first season at
SunTrust Park with meaningful increases in ticket sales,
concessions and retail revenue
- Remaining Battery Atlanta development
on-time and on-budget
“Formula 1 delivered exciting racing, with five different
drivers standing atop the podium so far this season, and Lewis
Hamilton securing his fourth World Championship in Mexico City,”
said Greg Maffei, Liberty Media President and CEO. “The Atlanta
Braves new SunTrust Park is living up to its potential, and we saw
meaningful increases across the board in revenue. SiriusXM again
posted strong results and completed its investment in Pandora.”
Unless otherwise noted, the following discussion compares
financial information for the three months ended September 30, 2017
to the same period in 2016.
LIBERTY SIRIUSXM GROUP – The following table provides the
financial results attributed to Liberty SiriusXM Group for the
third quarter of 2017. In the third quarter, approximately $13
million of corporate level selling, general and administrative
expense (including stock-based compensation expense) was allocated
to the Liberty SiriusXM Group.
3Q16 3Q17 % Change amounts in millions
Liberty SiriusXM Group Revenue SiriusXM $ 1,276
$ 1,379 8 % Total Liberty SiriusXM Group $
1,276 $ 1,379 8 %
Operating Income
(Loss) SiriusXM 381 421 10 % Corporate and other (14 )
(13 ) 7 % Total Liberty SiriusXM Group $ 367 $
408 11 %
Adjusted OIBDA SiriusXM 490 549 12 %
Corporate and other (8 ) (6 ) 25 % Total
Liberty SiriusXM Group $ 482 $ 543 13 %
The increases in Liberty SiriusXM Group revenue, operating
income and adjusted OIBDA(2) were primarily attributable to an
increase in SiriusXM’s daily weighted average number of subscribers
and an increase in SiriusXM’s average monthly revenue per
subscriber due to certain rate increases.
SiriusXM is a separate publicly traded company and additional
information about SiriusXM can be obtained through its website and
filings with the Securities and Exchange Commission. SiriusXM
reported its stand-alone third quarter results on October 25, 2017.
For additional detail on SiriusXM’s financial results for the third
quarter, please see SiriusXM’s earnings release posted to their
Investor Relations website. For presentation purposes on page one
of this release, we include the results of SiriusXM, as reported by
SiriusXM, without regard to the purchase accounting adjustments
applied by us for purposes of our financial statements. Liberty
Media believes the presentation of financial results as reported by
SiriusXM is useful to investors as the comparability of those
results is best understood in the context of SiriusXM's historical
financial presentation. For a reconciliation of revenue, adjusted
OIBDA (as defined by Liberty Media) and operating income for
SiriusXM's stand-alone operating results as reported by SiriusXM to
those results as reported by Liberty Media, see Liberty Media's
Form 10-Q for the quarter ended September 30, 2017.
The businesses and assets attributed to Liberty SiriusXM Group
consist primarily of Liberty Media’s interest in SiriusXM.
FORMULA ONE GROUP – The following table provides the
financial results attributed to the Formula One Group for the third
quarter of 2017. In the third quarter, the Formula One Group
incurred approximately $7 million of corporate level selling,
general and administrative expense (including stock-based
compensation expense).
“We are looking forward to the final Grands Prix of the season
in Sao Paulo and Abu Dhabi,” said Chase Carey, Formula 1 Chairman
and CEO. “We are focused on making the sport even greater through
fan engagement to produce long term results.”
3Q16 3Q17 amounts in millions
Formula One Group
Revenue Formula 1 $
N/A
$ 501 Corporate and other — — Total
Formula One Group $ — $ 501
Operating Income
(Loss) Formula 1 $
N/A
$ (10 ) Corporate and other (16 ) (7 ) Total Formula
One Group $ (16 ) $ (17 )
Adjusted OIBDA Formula 1 $
N/A
$ 106 Corporate and other (13 ) (2 ) Total Formula
One Group $ (13 ) $ 104
Liberty completed the acquisition of F1 on January 23, 2017.
Liberty maintained an investment in F1 from September 7, 2016 until
January 23, 2017, which was accounted for as a cost investment. For
comparison and discussion purposes, the pro forma results of F1 are
presented below for the full three months ended September 30, 2017
and 2016, inclusive of purchase accounting adjustments, as if the
acquisition of F1 occurred on January 1, 2016. The purchase price
allocation related to the F1 business combination and pro forma
adjustments are preliminary and have been made available solely for
the purpose of providing comparative pro forma condensed
consolidated financial information. The financial information below
is presented for illustrative purposes only and does not purport to
represent the actual results of F1 had the business combination
occurred on January 1, 2016, or to project the results of
operations of Liberty for any future periods.
Pro Forma F1 Operating Results
3Q16 3Q17 % Change amounts in millions Primary
Formula 1 revenue $ 453 $ 430 (5 ) % Other Formula 1 revenue
67 71 6 % Total Formula 1 revenue $ 520
$ 501 (4 ) % Operating expenses (excluding stock-based compensation
included below): Team payments (316 ) (273 ) 14 % Other cost of
Formula 1 revenue (86 ) (81 ) 6 % Cost of
Formula 1 revenue $ (402 ) $ (354 ) 12 % Selling, general and
administrative expenses (31 ) (36 ) (16 ) % Adjusted
OIBDA
$
87
$
111(1)
28 % Stock-based compensation — (7 ) — % Depreciation and
Amortization (113 ) (114 ) (1 ) % Operating loss $
(26 ) $ (10 ) 61 % Number of races in period 7
6 (1) Pro forma adjusted
OIBDA for the third quarter is net of $5 million of transaction
expenses related to the F1 acquisition recognized during the
quarter.
Primary F1 revenue represents the majority of F1’s revenue and
is derived from (i) race promotion fees, (ii) broadcasting fees and
(iii) advertising and sponsorship fees. Broadcast revenue decreased
due to the impact of slightly lower proportionate recognition of
season-based income during the quarter (6/20 races in the third
quarter of 2017 compared to 7/21 races in the third quarter of
2016) and the adverse impact of weaker prevailing foreign currency
exchange rates used to translate a small number of Pound and
Euro-denominated contracts into US dollars, partially offset by
higher contractual rates. Race promotion and advertising and
sponsorship revenue decreased due to one less event being held in
the third quarter of 2017 compared to the same period in 2016.
Other F1 revenue increased modestly during the third quarter
primarily due to higher logistics and digital media revenue,
partially offset by lower spend by GP3 series’ competing teams due
to it being the second year of the GP3 vehicle cycle.
Operating loss decreased and adjusted OIBDA increased in the
third quarter. Cost of F1 revenue decreased primarily driven by
lower team payments due to the pro rata recognition of such
payments during the season and a decrease in other costs primarily
due to lower circuit fees at one race, partially offset by
increased costs related to spend on fan engagement, filming in
Ultra High-Definition and higher freight costs. Selling, general
and administrative expense increased as a result of additional
headcount and new corporate offices, and stock-based compensation
increased related to awards granted to members of F1
management.
The businesses and assets attributed to the Formula One Group
consist of all of Liberty Media’s businesses and assets other than
those attributed to the Liberty SiriusXM Group and the Braves
Group, including Liberty Media’s subsidiary F1, its interest in
Live Nation, minority equity investments in Time Warner and Viacom
and an intergroup interest in the Braves Group. There are
approximately 9.1 million notional shares of the Braves Group
underlying the Formula One Group’s 15.5% intergroup interest as of
October 31, 2017.
BRAVES GROUP – The following table provides the financial
results attributed to the Braves Group for the third quarter of
2017. In the third quarter, approximately $1 million of corporate
level selling, general and administrative expense (including
stock-based compensation expense) was allocated to the Braves
Group.
3Q16 3Q17 amounts in millions
Braves Group
Revenue Corporate and other $ 109 $ 185 Total Braves
Group $ 109 $ 185
Operating Income (Loss) Corporate
and other 1 (9 ) Total Braves Group $ 1 $ (9 )
Adjusted OIBDA Corporate and other 16 48
Total Braves Group $ 16 $ 48
The following table provides the operating results of Braves
Holdings, LLC (“Braves”).
Braves Operating Results
3Q16 3Q17 % Change amounts in millions Total
revenue $ 109 $ 185 70 % Operating expenses (excluding stock-based
compensation included below): Other operating expenses (78 ) (109 )
(40 ) % Selling, general and administrative expenses (15 )
(27 ) (80 ) % Adjusted OIBDA $ 16 $ 49 206 % Stock-based
compensation (2 ) (33 ) (1,550 ) % Depreciation and Amortization
(12 ) (24 ) (100 ) % Operating income (loss) $ 2
$ (8 ) (500 ) % Number of home game openings in
period 35 41
The increase in Braves revenue in the quarter was primarily
attributable to an increase in ballpark operations revenue driven
by the Braves move to their new ballpark, SunTrust Park. Ticket
sales, concessions, corporate sales, suites and premium seat fees
all increased during the third quarter.
Operating loss increased compared to the prior year primarily as
a result of increased stock-based compensation expense due to an
increase in the estimated value of the Braves, combined with the
continued vesting of outstanding awards, which resulted in a higher
accrual for Braves’ equity compensation. Increased depreciation and
amortization expense due to the depreciation of assets associated
with the Braves mixed-use facility and SunTrust Park also impacted
the operating loss. Adjusted OIBDA increased primarily due to the
increase in ballpark operations revenue as discussed above,
partially offset by increased costs associated with baseball and
ballpark operations and the mixed-use facility.
The Formula One Group holds an approximate 15.5% intergroup
interest in the Braves Group as of October 31, 2017. Assuming the
issuance of the shares underlying the intergroup interest held by
the Formula One Group, the Braves Group outstanding share count as
of October 31, 2017 would have been 58.6 million.
The businesses and assets attributed to the Braves Group consist
primarily of Liberty Media’s subsidiary the Braves, which
indirectly owns the Atlanta Braves major league baseball team, five
minor league baseball clubs and certain assets and liabilities
associated with its ballpark and mixed-use development project.
Share Repurchases
There were no repurchases of Series A or Series C Liberty
SiriusXM common stock, Series A or Series C Liberty Braves common
stock or Series A or Series C Liberty Formula One common stock from
August 1, 2017 through October 31, 2017. The total remaining
repurchase authorization for Liberty Media is approximately $1.3
billion and can be applied to repurchases of Series A and Series C
shares of any of the Liberty Media Corporation tracking stocks.
FOOTNOTES
1) Liberty Media's President and CEO, Greg Maffei,
will discuss these highlights and other matters on Liberty Media's
earnings conference call which will begin at 12:15 p.m. (E.S.T.) on
November 9, 2017. For information regarding how to access the call,
please see “Important Notice” later in this document. 2) For
definitions of adjusted OIBDA (as defined by Liberty Media) and
adjusted EBITDA and free cash flow (as defined by SiriusXM) and
applicable reconciliations see the accompanying schedules.
NOTES
The following financial information with respect to Liberty
Media's equity affiliates and available for sale securities is
intended to supplement Liberty Media's condensed consolidated
balance sheet and statement of operations to be included in its
Form 10-Q for the period ended September 30, 2017.
Fair Value of Corporate Public
Holdings
(amounts in millions)
6/30/2017
9/30/2017 Liberty SiriusXM Group(1) $ N/A $ N/A Formula One Group
Live Nation Equity Method Investment(2) $ 2,427 3,033 Other Public
Holdings(3) 509 502 Total Formula One Group $ 2,936 $
3,535 Braves Group N/A N/A
Total Liberty Media
$ 2,936 $ 3,535 (1)
SiriusXM's investment in Pandora excluded
from public holdings presented above.
(2) Represents the fair value of the equity investment attributed
to Formula One Group. In accordance with GAAP, Liberty Media
accounts for its investment in the equity of Live Nation using the
equity method of accounting and includes it in its condensed
consolidated balance sheet at its historical carrying value of $755
million and $805 million as of June 30, 2017 and September 30,
2017, respectively. (3) Represents the carrying value of other
public holdings which are accounted for at fair value.
Cash and Debt
The following presentation is provided to separately identify
cash and liquid investments and debt information.
(amounts in millions)
6/30/2017
9/30/2017
Cash and Cash Equivalents Attributable to: Liberty
SiriusXM Group(1) $ 173 $ 234 Formula One Group(2) 443 420 Braves
Group 128 129
Total Liberty Consolidated Cash and
Cash Equivalents (GAAP) $ 744 $ 783
Debt: SiriusXM senior notes(3) $ 5,500 $ 6,500 Margin loans
250 250 Other subsidiary debt(4) 1,011 299
Total Attributed Liberty SiriusXM Group Debt $
6,761 $ 7,049 Unamortized
discount, fair market value adjustment and deferred loan costs
(44 ) (67 )
Total Attributed Liberty SiriusXM
Group Debt (GAAP) $ 6,717 $
6,982 1.375% cash convertible notes due
2023(5) 1,000 1,000 1% cash convertible notes due 2023(5) 450 450
2.25% exchangeable senior debentures due 2046(5) 445 445 Live
Nation margin loan 350 350 Formula 1 bank loans 3,402 3,302 Delta
Topco exchangeable notes(5) 351 27 Other corporate level debt
35 35
Total Attributed Formula One
Group Debt $ 6,033 $ 5,609
Fair market value adjustment 272 325
Total Attributed Formula One Group Debt (GAAP)
$ 6,305 $ 5,934
Atlanta Braves debt(6) 511 585
Total
Attributed Braves Group Debt $ 511
$ 585 Deferred loan costs (9 )
(9 )
Total Attributed Braves Group Debt (GAAP) $
502 $ 576
Total Liberty Media Corporation Debt (GAAP) $
13,524 $ 13,492 (1)
Includes $43 million and $74 million of cash and
liquid investments held at SiriusXM as of June 30, 2017 and
September 30, 2017, respectively. (2) Includes $297 million and
$274 million of cash and liquid investments held at Formula 1 as of
June 30, 2017 and September 30, 2017, respectively. (3) Outstanding
principal amount of Senior Notes with no reduction for the net
unamortized discount. (4) Includes SiriusXM capital leases and
borrowings under the SiriusXM revolving credit facility. (5) Face
amount of the cash convertible notes and exchangeable debentures
with no fair market value adjustment. (6) Includes Atlanta National
League Baseball Club, LLC borrowings, Braves Stadium Company, LLC
debt to fund the construction of the new ballpark and drawdowns
under various credit facilities to fund development costs for the
mixed-use development.
Total cash and liquid investments attributed to Liberty SiriusXM
Group increased $61 million during the quarter as cash from
operations and net debt borrowings more than offset approximately
$308 million spent to complete the second stage of SiriusXM’s
investment in Pandora as well as stock repurchases, dividends paid
to shareholders and capital expenditures at SiriusXM. Included in
the cash and liquid investments balance attributed to Liberty
SiriusXM Group at September 30, 2017 is $74 million held at
SiriusXM. Although SiriusXM is a consolidated subsidiary, it is a
separate public company with a significant non-controlling
interest, therefore Liberty Media does not have ready access to
SiriusXM’s cash balance.
Total debt attributed to Liberty SiriusXM Group increased $288
million during the quarter primarily due to net borrowings at
SiriusXM. During the third quarter, SiriusXM issued $1.0 billion
aggregate principal amount of 3.875% Senior Notes due 2022 and $1.5
billion aggregate principal amount of 5.00% Senior Notes due 2027,
which was partially offset by the redemption of $1.5 billion across
various tranches of Senior Notes and net repayments under
SiriusXM’s credit facility.
Total cash and liquid investments attributed to the Formula One
Group decreased $23 million during the quarter, primarily as a
result of debt repayments, partially offset by cash from operations
and working capital swings due to the seasonality of the
business.
Total debt attributed to Formula One Group decreased
approximately $424 million primarily as a result of the repayment
of debt at F1 and the Exchangeable Notes (described below). On
August 3, 2017, Liberty closed a $200 million add-on to F1’s $3.1
billion first lien term loan. The add-on is on the same terms as
the existing first lien term loan and has a rate of 3.25%, which
was further reduced to 3.00% after September 2, 2017 due to certain
upgraded credit ratings. F1 used the proceeds from the $200 million
term loan, together with cash on hand, to repay the remaining $300
million of F1’s second lien term loan. Liberty also amended the
first lien term loan agreement to, among other things, increase
F1’s available revolving credit facility capacity from $75 million
to $500 million, which was undrawn as of September 30, 2017. The
term loan and revolving credit facility remain non-recourse to
Liberty.
On September 22, 2017, Liberty closed a secondary offering on
behalf of certain F1 selling shareholders of 17.7 million shares of
Series C Liberty Formula One common stock ("FWONK") at a price of
$37.40 per share. The offering included approximately 14.5 million
shares of FWONK that were issued to the selling shareholders in
exchange for approximately $323.2 million aggregate principal
amount of Exchangeable Notes, and accrued interest thereon, issued
to the F1 selling shareholders in connection with the F1
acquisition. Liberty did not receive any proceeds from the
offering.
On October 27, 2017, Liberty launched an exchange offer to
exchange all, but not less than all, of the remaining outstanding
Exchangeable Notes issued to the F1 selling shareholders in
connection with the F1 acquisition. Upon exchange, noteholders will
receive (i) a number of FWONK shares equal to the principal amount
owned divided by the $22.323 conversion price, rounded up to the
nearest whole share, and (ii) cash equal to all unpaid interest had
the Exchangeable Notes been held until maturity on July 23, 2019.
The exchange offer expires at midnight, New York City time, at the
end of Friday, November 24, 2017, unless extended or earlier
terminated.
As of October 31, 2017, there are approximately 230.8 million
shares of Formula One Group common stock outstanding, pro forma for
the approximately 1.2 million shares of FWONK issuable upon
exchange of the remaining Exchangeable Notes. Based on this share
count, the original selling shareholders of F1 who acquired shares
of FWONK in January 2017 in connection with the Formula 1
acquisition own approximately 3% of the equity of the Formula One
Group, assuming no prior or subsequent acquisitions of Liberty
Formula One common stock.
Total cash and liquid investments attributed to the Braves Group
was flat in the quarter as capital expenditures related to the
construction of the new ballpark and adjacent mixed-use development
were offset by cash from operations and additional borrowings.
As of September 30, 2017, approximately $718 million had been
spent on the new ballpark, of which approximately $390 million of
funding was provided by Cobb County and related entities and $328
million provided by the Braves. As of September 30, 2017,
approximately $398 million had been spent on the mixed-use
development (including $7 million of cost towards future
development phases, including purchased land cost, not reflected in
the currently forecasted equity contribution towards the mixed-use
development). The Braves have provided $364 million of this
funding, of which approximately $188 million was contributed in
equity and approximately $176 million in debt.
Total debt attributed to the Braves Group increased by $74
million primarily as a result of additional borrowings for funding
the ballpark and mixed-use development.
Important Notice: Liberty Media Corporation (NASDAQ:
LSXMA, LSXMB, LSXMK, FWONA, FWONK, BATRA, BATRK) President and CEO,
Greg Maffei, will discuss Liberty Media's earnings release on a
conference call which will begin at 12:15 p.m. (E.S.T.) on November
9, 2017. The call can be accessed by dialing (844) 838-8043 or
(678) 509-7480 at least 10 minutes prior to the start time. The
call will also be broadcast live across the Internet and archived
on our website. To access the webcast go to
http://www.libertymedia.com/events. Links to this press release
will also be available on the Liberty Media website.
This press release includes certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995, including statements about business strategies, market
potential, future financial prospects, the future financial
performance of F1’s business, the new ballpark for the Atlanta
Braves and completion of the associated mixed-use development,
expansion of the Formula 1 brand, completion of the exchange offer
for the Exchangeable Notes, the continuation of our stock
repurchase plan and other matters that are not historical facts.
These forward-looking statements involve many risks and
uncertainties that could cause actual results to differ materially
from those expressed or implied by such statements, including,
without limitation, possible changes in market acceptance of new
products or services, regulatory matters affecting our businesses,
the unfavorable outcome of pending or future litigation, the
failure to realize benefits of acquisitions, rapid technological
and industry change, failure of third parties to perform, changes
in consumer protection laws and their enforcement, continued access
to capital on terms acceptable to Liberty Media, satisfaction of
the conditions to completing the exchange offer for the
Exchangeable Notes and changes in law and market conditions
conducive to stock repurchases. These forward-looking statements
speak only as of the date of this press release, and Liberty Media
expressly disclaims any obligation or undertaking to disseminate
any updates or revisions to any forward-looking statement contained
herein to reflect any change in Liberty Media's expectations with
regard thereto or any change in events, conditions or circumstances
on which any such statement is based. Please refer to the publicly
filed documents of Liberty Media, including the most recent Forms
10-K and 10-Q, for additional information about Liberty Media and
about the risks and uncertainties related to Liberty Media's
business which may affect the statements made in this press
release.
LIBERTY MEDIA CORPORATION
BALANCE SHEET INFORMATION
September 30, 2017 (unaudited)
Attributed Liberty Formula
SiriusXM Braves One Intergroup
Consolidated Group Group Group
Eliminations Liberty amounts in millions Assets
Current assets: Cash and cash equivalents $ 234 129 420 — 783 Trade
and other receivables, net 225 51 77 — 353 Other current assets
198 23 78 — 299 Total
current assets 657 203 575 —
1,435 Intergroup interest in the Braves Group — — 230 (230 )
— Investments in available-for-sale securities and other cost
investments 552 8 560 — 1,120 Investments in affiliates, accounted
for using the equity method 680 111 981 — 1,772 Property and
equipment, at cost 2,191 1,120 174 — 3,485 Accumulated depreciation
(859 ) (36 ) (76 ) — (971 ) 1,332 1,084
98 — 2,514 Intangible assets not
subject to amortization Goodwill 14,247 180 3,968 — 18,395 FCC
licenses 8,600 — — — 8,600 Other 931 143 —
— 1,074 23,778 323 3,968
— 28,069 Intangible assets subject to
amortization, net 971 59 5,212 — 6,242 Other assets 147
15 569 (30 ) 701 Total assets $ 28,117
1,803 12,193 (260 ) 41,853
Liabilities and Equity Current liabilities: Intergroup payable
(receivable) $ (9 ) (21 ) 30 — — Accounts payable and accrued
liabilities 838 108 154 — 1,100 Current portion of debt 4 43 — — 47
Deferred revenue 1,846 27 306 — 2,179 Other current liabilities
8 — 20 — 28 Total current
liabilities 2,687 157 510 —
3,354 Long-term debt 6,978 533 5,934 — 13,445 Deferred
income tax liabilities 2,292 75 477 (30 ) 2,814 Redeemable
intergroup interest — 230 — (230 ) — Other liabilities 285
438 63 — 786 Total liabilities
12,242 1,433 6,984 (260 ) 20,399
Equity / Attributed net assets 10,277 355 5,207 — 15,839
Noncontrolling interests in equity of subsidiaries 5,598
15 2 — 5,615 Total liabilities
and equity $ 28,117 1,803 12,193 (260 ) 41,853
LIBERTY MEDIA CORPORATION
STATEMENT OF OPERATIONS
Three months ended September 30, 2017
(unaudited)
Attributed Liberty Formula
SiriusXM Braves One Consolidated
Group Group Group Liberty amounts in
millions Revenue: Subscriber revenue $ 1,136 — — 1,136 Formula 1
revenue — — 501 501 Other revenue 243 185 —
428 Total revenue 1,379 185 501 2,065 Operating costs
and expenses, including stock-based compensation: Cost of
subscriber services (exclusive of depreciation shown separately
below): Revenue share and royalties 297 — — 297 Programming and
content 98 — — 98 Customer service and billing 95 — — 95 Other 29 —
— 29 Cost of Formula 1 revenue — — 354 354 Subscriber acquisition
costs 119 — — 119 Other operating expenses 30 109 — 139 Selling,
general and administrative 210 61 53 324 Depreciation and
amortization 93 24 111 228
971 194 518 1,683 Operating
income (loss) 408 (9 ) (17 ) 382 Other income (expense): Interest
expense (95 ) (7 ) (57 ) (159 ) Share of earnings (losses) of
affiliates, net 34 68 53 155 Realized and unrealized gains (losses)
on financial instruments, net 62 — (44 ) 18 Unrealized gains
(losses) on intergroup interest — (12 ) 12 — Other, net (19
) 1 7 (11 ) (18 ) 50 (29 ) 3
Earnings (loss) from continuing operations before income taxes 390
41 (46 ) 385 Income tax (expense) benefit (116 ) (19 ) 11
(124 ) Net earnings (loss) 274 22 (35 ) 261 Less net
earnings (loss) attributable to the noncontrolling interests
91 — 2 93 Net earnings (loss)
attributable to Liberty stockholders $ 183 22 (37 )
168 Programming and content 7 — — 7 Customer
service and billing 1 — — 1 Other 2 — — 2 Other operating expenses
4 — — 4 Selling, general and administrative 28 33
10 71 Stock compensation expense $ 42
33 10 85
LIBERTY MEDIA CORPORATION
STATEMENT OF OPERATIONS
Three months ended September 30, 2016
(unaudited)
Attributed Liberty Formula
SiriusXM Braves One Consolidated
Group Group Group Liberty amounts in
millions Revenue: Subscriber revenue $ 1,069 — — 1,069 Other
revenue 207 109 — 316 Total
revenue 1,276 109 — 1,385 Operating costs and expenses, including
stock-based compensation: Cost of subscriber services (exclusive of
depreciation shown separately below): Revenue share and royalties
273 — — 273 Programming and content 90 — — 90 Customer service and
billing 95 — — 95 Other 31 — — 31 Subscriber acquisition costs 121
— — 121 Other operating expenses 18 78 — 96 Selling, general and
administrative 202 18 15 235 Depreciation and amortization
79 12 1 92 909 108
16 1,033 Operating income (loss) 367 1 (16 ) 352
Other income (expense): Interest expense (93 ) — (5 ) (98 ) Share
of earnings (losses) of affiliates, net 2 2 33 37 Realized and
unrealized gains (losses) on financial instruments, net — — 7 7
Unrealized gains (losses) on intergroup interest — (25 ) 25 —
Other, net 1 1 3 5 (90 )
(22 ) 63 (49 ) Earnings (loss) from continuing operations
before income taxes 277 (21 ) 47 303 Income tax (expense) benefit
(127 ) (1 ) (6 ) (134 ) Net earnings (loss) 150 (22 ) 41 169
Less net earnings (loss) attributable to the noncontrolling
interests 54 — — 54 Net earnings
(loss) attributable to Liberty stockholders $ 96 (22 ) 41
115 Programming and content 6 — — 6
Customer service and billing 1 — — 1 Other 1 — — 1 Other operating
expenses 3 — — 3 Selling, general and administrative 25
3 2 30 Stock compensation expense $ 36
3 2 41
LIBERTY MEDIA CORPORATION
STATEMENT OF CASH FLOWS
INFORMATION
Nine months ended September 30, 2017
(unaudited)
Attributed Liberty Formula
SiriusXM Braves One Consolidated
Group Group Group Liberty amounts in
millions Cash flows from operating activities: Net earnings (loss)
$ 648 (29 ) (158 ) 461 Adjustments to reconcile net earnings to net
cash provided by operating activities: Depreciation and
amortization 270 50 295 615 Stock-based compensation 113 41 28 182
Share of (earnings) loss of affiliates, net (32 ) (72 ) (63 ) (167
) Unrealized (gains) losses on intergroup interest, net — 43 (43 )
— Realized and unrealized (gains) losses on financial instruments,
net (62 ) — 105 43 Noncash interest expense 4 1 4 9 Losses (gains)
on dilution of investment in affiliate — — (4 ) (4 ) Deferred
income tax expense (benefit) 321 28 (63 ) 286 Intergroup tax
allocation (11 ) (18 ) 29 — Intergroup tax (payments) receipts 4 15
(19 ) — Other charges (credits), net 36 — 10 46 Changes in
operating assets and liabilities Current and other assets 18 (41 )
28 5 Payables and other liabilities 1 (59 ) (105 )
(163 ) Net cash provided (used) by operating activities
1,310 (41 ) 44 1,313 Cash flows from investing
activities: Investments in and loans to cost and equity investees
(750 ) (2 ) (8 ) (760 ) Cash proceeds from sale of investments — 5
15 20 Net cash paid for the acquisition of Formula 1 — — (1,647 )
(1,647 ) Capital expended for property and equipment (207 ) (190 )
(10 ) (407 ) Other investing activities, net (115 ) 4
(9 ) (120 ) Net cash provided (used) by investing activities
(1,072 ) (183 ) (1,659 ) (2,914 ) Cash flows from financing
activities: Borrowings of debt 3,933 288 1,599 5,820 Repayments of
debt (3,103 ) (42 ) (1,674 ) (4,819 ) Proceeds from issuance of
Series C Formula One common stock — — 1,938 1,938 Subsidiary shares
repurchased by subsidiary (996 ) — — (996 ) Cash dividends paid by
subsidiary (45 ) — — (45 ) Taxes paid in lieu of shares issued for
stock-based compensation (91 ) — (4 ) (95 ) Other financing
activities, net 11 — 1 12 Net
cash provided (used) by financing activities (291 ) 246
1,860 1,815 Effect of foreign exchange rate
changes on cash and cash equivalents — — 7 7 Net increase
(decrease) in cash and cash equivalents (53 ) 22 252 221 Cash and
cash equivalents at beginning of period 287 107
168 562 Cash and cash equivalents at end of
period $ 234 129 420 783
LIBERTY MEDIA CORPORATION
STATEMENT OF CASH FLOWS
INFORMATION
Nine months ended September 30, 2016
(unaudited)
Attributed Liberty Formula
SiriusXM Braves One Consolidated
Group Group Group Liberty amounts in
millions Cash flows from operating activities: Net earnings (loss)
$ 471 (22 ) 289 738 Adjustments to reconcile net earnings to net
cash provided by operating activities: Depreciation and
amortization 235 30 7 272 Stock-based compensation 90 7 12 109
Share of (earnings) loss of affiliates, net (11 ) (6 ) (26 ) (43 )
Unrealized (gains) losses on intergroup interest, net — (2 ) 2 —
Realized and unrealized (gains) losses on financial instruments,
net — — 33 33 Noncash interest expense (benefit) 5 (2 ) 6 9 Losses
(gains) on dilution of investment in affiliate — — 2 2 Deferred
income tax expense (benefit) 319 (10 ) 98 407 Intergroup tax
allocation (9 ) (4 ) 13 — Intergroup tax (payments) receipts 2 7 (9
) — Other charges (credits), net 22 5 (3 ) 24 Changes in operating
assets and liabilities Current and other assets 6 (39 ) 4 (29 )
Payables and other liabilities 67 55 7
129 Net cash provided (used) by operating activities
1,197 19 435 1,651 Cash flows from
investing activities: Investments in and loans to cost and equity
investees — (13 ) (749 ) (762 ) Cash proceeds from sale of
investments — — 61 61 Capital expended for property and equipment
(132 ) (185 ) (1 ) (318 ) Purchases of short term investments and
other marketable securities — — (258 ) (258 ) Sales of short term
investments and other marketable securities — — 273 273 Other
investing activities, net (4 ) (27 ) 25 (6 ) Net cash
provided (used) by investing activities (136 ) (225 ) (649 )
(1,010 ) Cash flows from financing activities: Borrowings of debt
1,387 194 438 2,019 Repayments of debt (749 ) (126 ) (1 ) (876 )
Intergroup (payments) receipts 8 (34 ) 26 — Subsidiary shares
repurchased by subsidiary (1,225 ) — — (1,225 ) Proceeds from
Liberty Braves common stock rights offering — 203 — 203 Taxes paid
in lieu of shares issued for stock-based compensation (34 ) — (9 )
(43 ) Other financing activities, net 51 65
(96 ) 20 Net cash provided (used) by financing activities
(562 ) 302 358 98 Net increase
(decrease) in cash and cash equivalents 499 96 144 739 Cash and
cash equivalents at beginning of period 112 13
76 201 Cash and cash equivalents at end of period $
611 109 220 940
NON-GAAP FINANCIAL MEASURES
SCHEDULE 1
This press release includes a presentation of adjusted OIBDA,
which is a non-GAAP financial measure, for the Liberty SiriusXM
Group, the Braves Group and the Formula One Group, together with
reconciliations to operating income, as determined under GAAP.
Liberty Media defines adjusted OIBDA as revenue less operating
expenses, and selling, general and administrative expenses,
excluding all stock-based compensation, and excludes from that
definition depreciation and amortization, restructuring and
impairment charges and separately reported legal settlements that
are included in the measurement of operating income pursuant to
GAAP.
Liberty Media believes adjusted OIBDA is an important indicator
of the operational strength and performance of its businesses,
including each business' ability to service debt and fund capital
expenditures. In addition, this measure allows management to view
operating results and perform analytical comparisons and
benchmarking between businesses and identify strategies to improve
performance. Because adjusted OIBDA is used as a measure of
operating performance, Liberty Media views operating income as the
most directly comparable GAAP measure. Adjusted OIBDA is not meant
to replace or supersede operating income or any other GAAP measure,
but rather to supplement such GAAP measures in order to present
investors with the same information that Liberty Media's management
considers in assessing the results of operations and performance of
its assets.
The following table provides a reconciliation of adjusted OIBDA
for Liberty Media to operating income calculated in accordance with
GAAP for the three months ended September 30, 2016 and September
30, 2017, respectively.
QUARTERLY SUMMARY
(amounts in millions)
3Q16 3Q17
Liberty SiriusXM Group Revenue $ 1,276 $ 1,379
Adjusted OIBDA 482 543 Depreciation and amortization (79 ) (93 )
Stock compensation expense (36 ) (42 )
Operating
Income $ 367 $ 408
Formula One
Group Revenue $ — $ 501 Adjusted OIBDA (13 ) 104
Depreciation and amortization (1 ) (111 ) Stock compensation
expense (2 ) (10 )
Operating Income (Loss) $
(16 ) $ (17 )
Braves Group Revenue $ 109 $ 185
Adjusted OIBDA 16 48 Depreciation and amortization (12 ) (24 )
Stock compensation expense (3 ) (33 )
Operating
Income (Loss) $ 1 $ (9 )
Liberty Media
Corporation (Consolidated) Revenue $ 1,385 $ 2,065
Adjusted OIBDA 485 695 Depreciation and amortization (92 ) (228 )
Stock compensation expense (41 ) (85 )
Operating
Income $ 352 $ 382
SCHEDULE 2
This press release also includes a presentation of adjusted
EBITDA of SiriusXM, which is a non-GAAP financial measure used by
SiriusXM, together with a reconciliation to SiriusXM's stand-alone
net income, as determined under GAAP. SiriusXM defines adjusted
EBITDA as follows: EBITDA is defined as net income before interest
expense, income tax expense and depreciation and amortization.
SiriusXM adjusts EBITDA to exclude the impact of other income as
well as certain other charges discussed below. Adjusted EBITDA is
one of the primary Non-GAAP financial measures SiriusXM uses to (i)
evaluate the performance of its on-going core operating results
period over period, (ii) base its internal budgets and (iii)
compensate management. Adjusted EBITDA is a Non-GAAP financial
measure that excludes (if applicable): (i) certain adjustments as a
result of the purchase price accounting for the merger of Sirius
and XM, (ii) share-based payment expense and (iii) other
significant operating expense (income) that do not relate to the
on-going performance of SiriusXM’s business. SiriusXM believes
adjusted EBITDA is a useful measure of the underlying trend of its
operating performance, which provides useful information about its
business apart from the costs associated with its capital structure
and purchase price accounting. SiriusXM believes investors find
this Non-GAAP financial measure useful when analyzing past
operating performance with current performance and comparing
operating performance to the performance of other communications,
entertainment and media companies. SiriusXM believes investors use
adjusted EBITDA to estimate its current enterprise value and to
make investment decisions. Because of large capital investments in
SiriusXM’s satellite radio system, its results of operations
reflect significant charges for depreciation expense. SiriusXM
believes the exclusion of share-based payment expense is useful as
it is not directly related to the operational conditions of the
business. SiriusXM also believes the exclusion of the legal
settlements and reserves related to the historical use of sound
recordings, loss on extinguishment of debt and loss on disposal of
assets, to the extent they occur during the period, is useful as
they are significant expenses not incurred as part of normal
operations for the period.
Adjusted EBITDA has certain limitations in that it does not take
into account the impact to SiriusXM’s statements of comprehensive
income of certain expenses, including share-based payment expense
and certain purchase price accounting for the merger of Sirius and
XM. SiriusXM endeavors to compensate for the limitations of the
Non-GAAP measure presented by also providing the comparable GAAP
measure with equal or greater prominence and descriptions of the
reconciling items, including quantifying such items, to derive the
Non-GAAP measure. Investors that wish to compare and evaluate
operating results after giving effect for these costs, should refer
to net income as disclosed in SiriusXM’s unaudited consolidated
statements of comprehensive income. Since adjusted EBITDA is a
Non-GAAP financial performance measure, SiriusXM’s calculation of
adjusted EBITDA may be susceptible to varying calculations; may not
be comparable to other similarly titled measures of other
companies; and should not be considered in isolation, as a
substitute for, or superior to measures of financial performance
prepared in accordance with GAAP. The reconciliation of net income
to the adjusted EBITDA is calculated as follows:
Unaudited
For the Three Months Ended September 30, 2016
2017 ($ in thousands) Net income: $ 193,901 $ 275,722
Add back items excluded from Adjusted EBITDA: Purchase price
accounting adjustments: Revenues 1,813 1,813 Share-based payment
expense(1) 30,020 34,891 Depreciation and amortization 67,880
79,913 Interest expense 89,092 92,634 Loss on extinguishment of
debt — 43,679 Other income (2,370 ) (86,971 ) Income tax expense
111,556 108,901 Adjusted EBITDA $
491,892 $ 550,582 (1) Allocation
of share-based payment expense.
SCHEDULE 3
SiriusXM’s free cash flow is derived from cash flow provided by
operating activities, net of additions to property and equipment,
restricted and other investment activity and the return of capital
from investment in unconsolidated entity. Free cash flow is a
metric that SiriusXM’s management and board of directors use to
evaluate the cash generated by operations, net of capital
expenditures and other investment activity. In a capital intensive
business, with significant investments in satellites, SiriusXM
looks at operating cash flow, net of these investing cash outflows,
to determine cash available for future subscriber acquisition and
capital expenditures, to repurchase or retire debt, to acquire
other companies and to evaluate SiriusXM’s ability to return
capital to stockholders. SiriusXM excludes from free cash flow
certain items that do not relate to the on-going performance of the
business such as cash outflows for acquisitions, strategic
investments and loans to related parties. SiriusXM believes free
cash flow is an indicator of the long-term financial stability of
the business. Free cash flow, which is reconciled to "Net cash
provided by operating activities," is a Non-GAAP financial measure.
This measure can be calculated by deducting amounts under the
captions "Additions to property and equipment" and deducting or
adding Restricted and other investment activity from "Net cash
provided by operating activities" from the consolidated statements
of cash flows, adjusted for any significant legal settlements. Free
cash flow should be used in conjunction with other GAAP financial
performance measures and may not be comparable to free cash flow
measures presented by other companies. Free cash flow should be
viewed as a supplemental measure rather than an alternative measure
of cash flows from operating activities, as determined in
accordance with GAAP. Free cash flow is limited and does not
represent remaining cash flows available for discretionary
expenditures due to the fact that the measure does not deduct the
payments required for debt maturities. SiriusXM believes free cash
flow provides useful supplemental information to investors
regarding its current cash flow, along with other GAAP measures
(such as cash flows from operating and investing activities), to
determine SiriusXM’s financial condition, and to compare its
operating performance to other communications, entertainment and
media companies. Free cash flow is calculated as follows:
Unaudited
For the Three Months Ended September 30, 2016
2017 ($ in thousands)
Cash flow information
Net cash provided by operating activities $ 421,816 $ 521,228 Net
cash used in investing activities $ (65,289 ) $ (391,367 ) Net cash
used in financing activities $ (260,598 ) $ (93,046 )
Free cash
flow Net cash provided by operating activities $ 421,816 $
521,228 Additions to property and equipment (65,074 ) (87,200 )
Purchases of restricted and other investments (215 )
(240 ) Free cash flow $ 356,527 $ 433,788
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Liberty Media CorporationCourtnee Chun, (720) 875-5420
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